Be Careful What You Wish For
by MLPFanficML
Summary: Ponies, Transformers, and Care Bears, oh my! It's a tangle of 80s confusion! Can the mismatched army defeat the nefarious Barbie? Will Starscream and Megatron ever stop hugging?
1. Notes

Okay, here's the story behind this fic.One day Peace started a round robin on the My Little Pony Fanfic Mailing List and it floated around for a bit before dying down. So I (the moderator) asked around to see if anyone was interested in a sort of "80s extravaganza" round robin . . . and threw some Decepticons into the story.

And the rest, as they say, is history.

The MLP Fanfic Mailing List _rocks_, that's all I have to say. The list picked up the story and RAN with the concept. *waves to the list* You guys are the wind beneath my wings!

Anyway, because of its funky origin, the first chapter of the story is exclusively My Little Pony stuff. Even if you aren't a fan of MLPs, I encourage you to keep reading . . . in the end, it really is worth it if your a fan of ANY 80s cartoons whatsoever. *G*

For a while, this was simply archived under the My Little Pony section of Fanfiction.net, but I decided to shift it around from category to category once in a while since it really has ascended to a general 80s connection (so if you want to keep track of it, I advise you to bookmark it, as it will be moving around! ^_^)

A HUGE thanks to all those involved thus far! Contributors include: Peace, Kristin, LM, the ever-carbonated Fizz, Sparkler, and Moondust. (Sorry Kristin, I was looking back through the archives to figure out who all contributed and couldn't find a pony sig in your post. LMK if you go under a different ID. ^_^ Also, if I left anyone out, please let me know!)

Now onward . . . to MADNESS!


	2. Chapter 1

**"Be Careful What You Wish For"**

  
_Chapter One_

It was a delightfully beautiful day in Dream Valley. The spring had begun with pleasant weather and the ponies were frolicking around the meadows in the days nearing summer. Parasol contentedly nibbled on some sweet clover while Baby Buttons and Baby Gusty galloped past her in a game of tag. She frowned as one of the baby unicorns trampled on the luscious flower she was just about to eat. Above in the skies Flutterbye, Dancing Butterflies and Floater dipped and soared in a playful display. 

Moondancer, Cotton Candy, Slugger, Buttons and Twist lazily lounged in the soft blue grass by the river that snaked through the valley. Buttons rested her head on the back of Slugger while he slept, watching her foal and Baby Gusty. Twist would reach down with her nose and clip off a few tufts of grass and quietly chew on them while the others napped. 

Just within sight of their eyes was Dream Castle. It's rose colored turrets were a pleasant sight to behold for the ponies. It was their castle. It was their last line of defense should anything attack their peaceful valley. 

Not even thirty lengths away stood Paradise Estate. It was a modern comfort for the increasing population of Little Ponies. Other buildings dotted the landscape. The Lullaby Nursery near Paradise Estate, The Pretty Parlor, the Perm Shoppe, the Show Stable and the Poof 'N Puff Salon all rose from the magical land with their bright colors and sometimes very odd shapes. 

Twist swallowed the last bit of grass she would have until dinner and sighed. "I'm bored," she said a loud to no one in particular. "Nothing ever happens here." 

Moondancer opened her eyes. "Yes," she said with elder wisdom. "But be thankful for that." 

The red-haired unicorn turned to her. "Why? Some excitement would be a change of pace."

"Because," the white unicorn began, "we have all this because it is so peaceful here. This is why our ancestors moved to Dream Valley centuries ago. Would you ruin this bliss for a bit of entertainment?"

Twist thought about that. "No," she said. "I just wish that something exciting would happen." 

"Well, Twist, maybe this will grant your wish. I hope you're happy. Now we all have to go indoors," groaned Cotton Candy as lightning and clouds appeared in the cloudless blue sky. Baby ponies cried and ran to their parents. Snow came down in piles and all the ponies ran inside except for a single purple unicorn. Twist looked up at the clouds and saw that they were above the area where the ponies had been relaxing but nowhere else. Something moved in the bushes and then ran off into the woods. 

Snow continued to fall and Twist realized she had to go indoors or be buried. Halfway to Paradise Estate the snow was up to her waist. Helplessly she struggled through the snow, occasionally tripping. At last she could stand it no longer and she brought her magic to her and winked the rest of the way. 

A few hours later the ponies were eating dinner in Paradise Estates. Frightened babies were looking out the window at the snow with wide eyes. Baby Sweet Stuff started to cry. In a comforting voice Buttons said to her,"It's alright sweetie, we've had snow before." 

"But Buttons it's June!" wailed Baby Fifi. 

"It's almost like what Catrina did to us. Remember?" asked Powder. 

"Catrina changed, she's good now. She just visited us last month," replied Posey. "And she has an orphanage. I don't think she'd try to make us her slaves again." 

And then there was a knock at the door. 

Posey was the first pony to venture to the door. She raised a hoof and turned down the latch handle and stood back as a snow covered Peachy walked in with Twinkles bounding in behind her. 

She shook off the piles of frozen fluff and shivered at the chill. "What in the Rainbow happened? I was out gathering mint for some tea when the teperature dropped." 

"Thank Twist," Gusty murmured. "She wished for excitement and oh brother, did she get it." 

The purple unicorn turned to Gusty. "But I didn't ask for drifts of SNOW!" 

"Getting excited will do no one any good," interrupted a familiar pale blue pegasus with bright pink hair. "This unusual weather couldn't have been triggered by Twist, her unicorn magic doesn't allow the use of weather control." 

For a brief moment several ponies turned to Powder. 

"It wasn't me!" the unicorn exclaimed. 

"I think we should perhaps investigate this strange phenomenon," Wind Whistler continued. 

"Huh?" someone asked. 

"She said someone should go out and see what's making the snow." Gusty interpreted. 

"That's what I said." 

With a bit of debating several pegasi were chosen to fly out and see what was wrong. 


	3. Chapter 2

_Chapter Two_

"I don't see why _ I_ had to go," Heart Throb complained as they fought through the snow flurries. "These wings were made for beauty, not _ work."_

Bouncy and Medley rolled their eyes. Wind Whistler sighed loudly but said nothing. It would be easier to dam a river than to silence Heart Throb.

Still, Bouncy couldn't resist a snipe. "You're just mad that none of the stallions came along. You wanted to be alone with Skyyyyydancer!"

Heart Throb's scowl only encouraged the yellow pegasus. 

"Heart Throb and Skydancer sittin' in a tree, KAY-EYE-ESS-ESS--"

"You're being exceedingly childish, Bouncy," Wind Whistler said with a frown. "If you were not focusing all your resources on taunting your fellow pegasus, you might take note of the unaccountable phenomenon unfolding beneath us!"

"Huh?"

"She means look down," Medley said.

"Well, she should just _ say_--Hey, what IS going on down there?" Bouncy blinked in surprise. "Four metal . . . giants?" 

"I believe the humans call them robots. They are mechanical devices, sometimes resembling humans, capable of performing a variety of complex--"

"Robots, schmobots," Bouncy scoffed. "Everyone knows that science stuff doesn't work in Ponyland."

"Whatever they are, let's get a better look," Medley said, catching a downdraft.

* * *

"I can't believe this! This _ proves_ that you are not fit to lead the Decepticons!" The silver and red robot glared up at the larger grey mechanism.

"You try my patience, Starscream," the grey one growled. "We are more likely lost due to _ your_ incompetence, SUB-Commander."

_ "You_ set the coordinates, _ mighty_ Megatron," Starscream sneered. "Primus only knows where we are now. If _ I_ were leader--"

From the side, boxy blue Soundwave shook his head. Some days you had to wonder if going to work was worth it, he reflected. Beside him, Ravage began to growl. Soundwave glanced at the robotic panther in surprise, following the cat's gaze. "Megatron. Lifeforms approach." 

Megatron whirled. A few yards away, four . . . horses? . . . stared at the Decepticons. 

"What are those things?" Starscream asked. "Pastel horses with _ wings?_ What ungodly fusion is this?" 

Soundwave shrugged.

"Hi!" chirped the yellow horse, bouncing towards the Decepticon commander. "I don't know who you are, but welcome to Ponyland!"

"Did she say what I think she said?" Starscream said under his breath. 

"I am Megatron! COWER, PITIFUL FLESH CREATURE!" The grey robot aimed his arm-mounted fusion cannon straight at the tiny creature. Starscream edged to one side, just in case his leader _ accidentally_ fired a bit off target and caught him in the blast as well. It had been known to happen.

"Cower? Oh, Skydancer will like you. You're _ funny,"_ the pony grinned.

"You DARE mock me?" Megatron's eyes narrowed to a single glowing strip. He steadied his arm with the creature dead in his sights and mentally activated his powerful fusion cannon.

The cannon made a weak fizzling sound and a little smoke poured from its muzzle. 

"AHAHAHAHA! That was good! You really had me going there for a minute!" The yellow horse doubled over laughing as three creatures similar to her drew near.

"Yes, _ good_ trick, mighty Megatron," Starscream said innocently, only to be backhanded into the snow.

"Weapons nonfunctional," Soundwave said in consternation as he tried to fire his own shoulder cannon.

"My null rays don't work either," Starscream complained after subtly aiming one of them at Megatron's foot.

"Are you injured? Malfunctioning, perhaps?" a blue horse now stepped forward. "Allow me to introduce myself. I am known as Wind Whistler, and my companions are Bouncy, Heart Throb, and Medley."

"Work! Work, damn you!" Megatron muttered, hammering on his fusion cannon. "Never fails, as soon as the warranty expires--"

"Alternate mode," Soundwave said patiently. Megatron turned into a gun, after all.

"Ah, of course." Pause. "Well, that's just prime. I _ can't."_

"Me neither," Starscream said after concentrating for a second.

"Transformation disabled," Soundwave agreed. 

Everyone looked at Ravage. "Rowr!" the black panther said, leaping into the air. His limbs and head twisted, turned, folded in on each other, until he landed in Soundwave's hand in his alternate mode.

"Well, great. Just great. We're stuck here and the only one who can transform turns into--" Starscream picked up a small black rectangle from Soundwave's palm. "--a cassette tape."

"If you proceed back to our home, Dream Castle, we may be able to assist you with your unfortunate problem," Wind Whistler said politely, trying to get their attention.

"Assistance? From _ you?"_ Megatron sneered. He hoisted his cannon again. "We will--"

"--be glad to take you up on your _ kind_ offer," Starscream smiled. 

Soundwave looked at him in surprise. It was no secret that Starscream despised organic lifeforms. Not as much as Megatron, of course; Megatron hated "fleshlings" with an irrational passion bordering on obsession. Journeying with carbon-based creatures might drive him mad.

Starscream's smile broadened as Megatron sputtered in fury. 

Ah. Of course. Soundwave sighed to himself. It was going to be a long day.

* * *

"Wind Whistler, are you sure this is a good idea?" Medley whispered, glancing at the four robots following them. They all towered over the ponies except Ravage, who was the size of a normal jaguar. "They seem so . . . violent."

"And _ rude!"_ Heart Throb said, turning up her nose. "Why, not one of them took a second look at me!"

"They do have some aggressive personality traits, but they may be at the heart of these strange meteorological conditions," the blue pony argued.

"Huh?"

"The snow, Bouncy. The snow."

"Well, if she would just _ say_ so--"

The unconventional group continued to wade through the increasing amount of snow, with Dream Castle in their sights. Suddenly the world became a white blurr as the winds began to pick up. 

"A blizzard!" Medley squealed in the torrent of wind and flakes.

"No kidding," Starscream sarcastically remarked as he reached up with an arm to protect his optic circuitry. 

The ponies could only close their eyes and duck lower to the drifted backs as the world faded from existence.


	4. Chapter 3

_Chapter Three_

A single white horse stood on a smooth dirt pathway as he watched dark clouds roll overhead. It had been some weeks since the last rain had dropped on his world of bright colors and he smiled at the promise of fresh rain dripping from his long mane and tail.

He flicked his long rainbow hued tail and began to gallop down the path. Birds were setting in their roosts in anticipation. Furry colorful creatures scrambled in an unknown language of chitters and squeaks as they closed their windows and doors before the rain fell.

In the background rose a large sandstone castle, rainbow painted trim lined the window ledges and doorframes and this is where the tall muscular horse ran to. Raindrops had already began to fall and the wind began to rustle the leaves in the branches of a seemingly starshaped sculpted tree.

Before the horse could reach the building the rain began to fall in torrent sheets. The horse quickened his pace but was stopped when a near wall of water dropped on his body and the stallion staggered on his hooves.

"By the Light! Now I'm drenched!" A female voice broke through the rumble of thunder. "What the-?"

The horse opened his blue eyes to come nose to nose with a green winged pony with darker hair. For a moment he thought he had been dazed to the point of hallucination, but the tall mechanical being behind her made the horse realize that he was not dreaming.

In the downpour the horse met with a group of smaller horses and robots.

"What the slag is going on here?" One of the robots shook a fist in the air. On the arm was a wide barreled blaster and the horse knew he was in trouble and could do nothing more than rear in fright.

"RAINBOW BRITE!" He shrieked into the storm.

A blonde haired young girl burst from the castle's doors and touched a shooting star on her belt that glowed with bright rainbow colors. A colorful ribbon streamed through the air and widened to act as a canopy over the entire group. Her just as colorful boots splashed in a water puddle as she frowned at the mismatched troupe.

Her horse trotted over to her and nuzzled her. She laid a reassuring hand on his muzzle and asked "Who are all of you and where did you come from?"

Wind Whistler stepped forward. "I am Wind Whistler, a little pony. We hail from Ponyland."

"Speak for yourself, flesh sack."

She looked to the Transformers. "And these are Megatron and his... ah.... subordinates, I believe." 

Starscream made a rude sound and crossed his arms.

"Don't let them fool you with the 'cower pitiful flesh thing'. All bark and no bite," Bouncy grinned.

The girl only nodded her head and gave them a smile. "I am Rainbow Brite. And this is-"

"Starlite, the magnificent flying horse." The stallion posed.

Bouncy gave him a funny look. "Flying horse? Where's your wings?" She stretched out her own as demonstration.

"For your information, I gallop along a rainbow. Like the one shielding us from this rainstorm." He snorted.

"I say we slag them all," Starscream offered.

"And how do you propose we do that, Starscream?" Megatron asked him. "Our blasters apparently don't operate in these....." He took a moment to look around himself. "Disgustingly cheerful places."

"Pound them into the dirt!"

Rainbow stared at him with a horrified glare. "You will do no such thing."

"Oh? And what are you going to do about it?"

Bouncy whirled about just as the rainbow shelter gave way and the rain fell on them all. Again.

"Well, at least it's not snowing anymore," Medley hazarded. "Rain isn't THAT bad. I mean, we won't MELT now, will we?"

"Umm, Medley ..." Heart Throb's eyes widened. Beside her, the others of the mismatched group slowly fell silent; even the ever complaining Starscream had been silenced.

"I mean, it could be worse! We could've ended up somewhere with witches and flying monkeys, or something like that ..." Medley continued.

"MEDLEY!" Wind Whistler joined in. "I believe that the situation requires your attention posthaste!"

"And snow and rain aren't THAT bad," the green pegasus concluded. She turned to her companions. "What?! You guys are awfully quiet ..." she turned. "Oh dear. Maybe it could get worse ..."

"DECEPTICONS RETREAT!!!" bellowed Megatron, and Medley had to jump out of the way as the four robots barreled past them, followed quickly by Rainbow Brite on Starlite. The pegasus had only a moment to look at the quickly approaching column of wind thundered towards them.

"I KNEW I SHOULD'VE WORN MY RUBY SLIPPERS!" wailed Heart Throb as the tornado overtook them.


	5. Chapter 4

_Chapter Four_

It was, Potato Chip decided, one of the odder days she had ever experienced since coming to live in Bobbie and Bonnie's room. For one thing, things had become rather .... crowded in the bedroom. Where once pristine bed covers, brightly colored curtains, and cleanly vacuumed floors once held sway, now was sprawled an assorted lot of ... something, which had apparently dropped out of the ceiling of the bedroom and had taken over most of the available space.

Peering slightly out of the edge of her pouch, Potato Chip scrunched up her nose. She wasn't quite sure just WHAT the strange creature was, but it seemed to have a squirming multitude of legs, arms, and other assorted shiny parts. For a moment, she debated whether or not to uncurl from her protective position. Weird or not, it might have some food, she hoped.

"Starscream, move that cannon out of my chest plate," said a strange sounding metallic voice.

"I would," whined another metallic voice, "But someone has their wing rammed up my hard-drive."

"Pardon me, for as far as I can ascertain, that is MY appendage," said yet another voice.

"Whatever flesh sack has stuck their leg in my servo is quickly going to become glue fodder!" 

"By the light, what IS this place?" A blond headed girl was the first to wriggle her way out of the squirming pile. She shook herself off, and peered anxiously at the group.

"Starlite, Starlite, WHERE ARE YOU?!" She picked up a random tail, and yanked.

"HEY LADY, that's _ MY_ TAIL!" wailed yet another voice. "MY _TAIL,_ my beautiful _TAIL!"_

Uncurling more fully to assess the situation, Potato Chip immediately brightened; A human child! Although the rules of the bedroom stated that she wasn't SUPPOSED to appear to anyone OTHER than Bonnie and Bobbie, she pretty much assumed that the rule only applied to adults ... besides, human children ALWAYS had something good to eat.

With an earsplitting screech, the popple launched herself in the air, uncurling fully with a loud POP! sound.

"POP POP POP POOPPPLE SURPRISE!" she cheered.

"YIIIIIIIIII!" yelled the little girl, grabbing a pouch at her side and throwing the contents at the high flying furbag. Potato Chip sneezed as she was suddenly covered with tiny little colored stars. The world exploded into a multitude of colors. At the same time, an earsplitting whinny filled the air as a huge white horse bolted upward in response to the girl's scream. Potato Chip only had an instant to see a rainbow colored mane before the horse kicked her, much like a furry soccer ball. Instinctively, the popple curled back into a ball, just in time to bounce off a certain metallic head, smacking it sharply. Luckily, her thick fur and padding meant that she suffered no injury from being tossed around like a furry football. Her victim, however, seemed to think differently. 

"We are under attack!" the robot screeched. "I've been HIT!"

"Decepticons, RETREAT!" bellowed another. The writhing in the pile became even more frantic as further horrifying discoveries were made.

"WHY AM I FUCHSIA NOW?!" 

"I'M PUKE GREEN!" 

"I have now transmogrified to the hue of brownish tan, similar to that of waste material ..."

"WHAT IN THE RAINBOW IS GOING ON?!"

Potato Chip would've loved to have added another comment to the chaos, but she found that yet another strange phenomenon had taken the room. Something even MORE disturbing (if that was possible) than a roomful of strangely colored and somewhat violent creatures.

It had started raining. Indoors. And the wind was picking up. And lightning seemed to be flashing out of the curtains.

Potato Chip curled even more tightly into her pouch. Sometimes, it was just better not to ask.


	6. Chapter 5

_Chapter Five_

"Where are we NOW?!" Bouncy asked as she picked herself up. She sadly shook out her now fuchia colored wings. Sighing, she put that thought out of her mind and concentrated instead on trying to puzzle out their surroundings. They seemed to be on a cloudy like substance.

"Puke green just does NOT work on me!" Heart Throb kept wailing. 

Meanwhile, the erstwhile Decepticons now found themselves a disturbing shade of ...

"PINK! NOT HOT PINK! NOOOOOOOOOOOOOOOOOOOO!"

"So much unhappiness, Tenderheart," a new voice interrupted the moanings and wailings of the unfortunate misfit group.

"Yes, they need some happy loving Care Bear STARE!!"

Glittering beams streamed from the stomachs of two small, furry bears. The ponies dodged, Rainbow Brite ducked, and Soundwave managed to scoop Ravage into his arms and scramble to the side. Megatron and Starscream, preparing for another bout of insults, looked up in surprise as they took the full force of the blast.

All of a sudden, a new feeling came over the Decepticons. It was a warm, very _ happy_ feeling that they had never... quite... felt before. Megatron looked over at Starscream, what a _ help_ he was to him. His second-in-command, certainly that must be such a hard job, day in, day out... Starscream was like his right arm. Without him, he didn't know what he would do.

"Starscream," said Megatron, his voice dripping with admiration. "I just want you to know how much I appreciate you." whereupon Starscream burst into tears of happiness. "Oh Megatron! You have no IDEA what that means to me!" The two bots hugged, leaving the others to gape, some in shock, some in horror, and some in complete and utter fear.

"Say," said Medley, "Are they like... gonna propose to one another now? Because that would be SO sweet!"

Heart Throb shook her head, "I would _ hope_ not!" she replied. "We don't even have a chapel ready! And what about a priest? And we need to set up invitations, and caterers..."

Wish Bear and Tenderheart looked at each other, "I think we've just created a monster..."

* * *

The ground split open with a barreling crack that seemed to echo through the whole of Eternia. A large green tiger with golden yellow stripes leaped over a widening chasm, nearly missed the ledge, and dug his claws into the hard soil to make sure that he didn't missed his mark.

The feline was sweating. His tongue lolled from his mouth as he panted with exhaustion. He turned and a statement of utter horror covered his face as the crack in the earth grew wider. He took off in a dead run as trees and rocks tumbled into the depths unknown.

He was heading toward the palace that he called home. Earlier that day he had wandered off for a bit of relaxation and peace. Now he was wishing that he had never gotten out of bed that morning.

"ADAM!" The cat cried out as the earth below his fleeting paws began to rumble again.

"I'm coming Cringer!" A deep masculine voice called out to him. Before long a muscular barbarian dressed in little more than a fur loincloth leaped over a growing spike of stone, as the ground shifted, landing before the frightened tiger.

"We have to get out of here," The man said, drawing a heavy broadsword from a sheath mounted on his back.

The large cat frowned. "I don't think we have time for that," he whimpered as a flash of light enveloped them.

* * *

The green and brown bears looked at each other for a moment before once again looking at the tall robots patting each other on the back and complimenting on their accomplishments. Or lack thereof.

Tenderheart smiled and looked at the hideously green colored pony. "I'm sure you'll have no trouble from them from now on."

"That's all well and nice," Heart Throb tried her best to return the smile. "But I am an UGLY GREEN!"

Rainbow Brite scratched her head in confusion. "Sorry. I normally make bright colors, nothing so.... well...."

"Extraordinarily putrid?"

"Thank you Wind Whistler." The once pink pegasus looked at herself once more. "I think I am going to faint."

Rainbow looked to a small pocket in the blue skirt of her dress. "I wonder if I have a spare clear crystal with me. Then I should be able to remove the colors. This has accidentally happened before."

"And your performance when you cloned Optimus Prime, controlling the double yourself? Pure brilliance, mighty Megatron!" Starscream said.

"Recall your superb acting talents from your databanks, you were just as great as I." Megatron patted his shoulder plate.

Soundwave somehow seemed ill.

And Starlite sniffed at a shivering furry ball.


	7. Chapter 6

_Chapter Six_

The bright light faded and the tiger and man found themselves surrounded by the walls of a dark green stoned castle. They immediately recognized it as Castle Grayskull and peered over to a woman dressed in bright bird plumage complete with feathered cape.

"Greetings, He-Man," she welcomed in her soft voice. "I wish that your visit could be under more sublime circumstances."

"Sorceress," the barbarian pleaded to her, "What is going on?"

She turned to a full length mirror and swept her wand before it. "Eternia is being rocked by magically created earthquakes. The likes of which I have never seen."

"Skeletor?"

"No. By a source not found on this world or any other in this universe."

He-Man frowned. "I don't understand."

"Someone with the power to manipulate and warp extra-dimensions has launched an attack on Eternia. I do not expect you to fully understand, nor do I know who who this person or being is." She paused. "But I ask that you leave at once to find your sister. We may not have much time left. Return here and I shall instruct you further." 

* * *

Meanwhile . . . 

Barbie smiled evilly from the top shelf as she looked down upon the miscellaneous group of creatures on the bed. Her plan was working. Behind her was a giant witchweed machine she had created from all her extra shoes and a couple of paperclips. "It's amazing what you can do with a shoe" she thought to herself. 

She took another sip from the vile of potion in her hand, and suddenly, the world started to shake. 

Barbie cackled with glee.

* * *

"It's all my fault," moaned Shady. 

"I do not believe that you posses the gravitational field necessary to produce such a tremor," responded Wind Whistler.

"What?" questioned Bouncy with a frown.

"She isn't the one causing the earthquake." Medley answered with exasperation.

The ground stopped trembling. 

From above, Barbie threw a tantrum. "It's supposed to last longer then that!" she moaned. In her anger she threw everything she could get her hands on. Ken sighed in exasperation. 

"Ow!" whined Bouncy as something hit her head. "What was that?!"

"I believe it is a garment worn on the tip of ones hind appendages."

Bouncy looked at Wind Whistler threateningly and gritted her teeth. Medley rolled her eyes. "A shoe, Bouncy, a shoe." 

"Where did it come from?"

The ponies all looked up.


	8. Chapter 7

_Chapter Seven_

He-Man walked through the portal created from Castle Grayskull and glanced around. The world in which his sister lived was a lovely planet. Much of the land surface was covered by colorful plant life. Flowers seemingly bloomed everywhere. The cloudless sky hummed with the playful chatter of the bird and winged reptiles who dwelt there. Somewhere in the distance a group of farmers toiling in their fields chanted a song to pass the time away.

Cringer stepped along side the barbarian and sniffled his nose. "I wonder what Adora's having for lunch today?"

He-Man looked down at the large cat. "We aren't here for a casual brunch, Cringe. The universe is at stake."

"Mmm. Steak sounds good." With a hard glare from the humanoid Cringer decided to drop the subject and He-Man raised his sword. The barbarian warrior guise dropped from the man's appearance and a more stately facade of a prince in royal purple and blue took hold. 

"Let's find Adora and get back as soon as possible."

"Okay Adam." The cat grinned and they began to walk.

* * *

The blonde haired woman laughed at the small creatures below. In the massive bedroom where all now stood her cackles echoed like a great canyon. She tossed a lock of long hair from her shoulders and flicked it behind her as she finished. 

"Who is that?" Rainbow Brite was the first to ask.

A small whimper came from the round quivering ball beside Starlite. "Barbie. She's a horrible, evil woman. She'll take our tails and tie them together, throw stuff at us and put things down our pouches. You don't even want to know what she does to her little sisters." Potato Chip raised her head slightly, her ears bobbing humorously.

"Evil?" Tenderheart cocked his head. "She can't be so bad. Her dress is so... pink. Pink isn't an evil color." He glanced at the long pink gown the woman was wearing. It's satin skirt nearly reached the floor with frills of pink and white lace circling her waist and sleeves. 

"Now red, black and olive green. Now those are evil colors." Wish Bear said.

Heart Throb continued to wail.

"I'll have you know that one of my best friends has the boldest red colored body in all of Dream Valley and he is NOT EVIL!" Medley shrieked at the bears.

"Someone needs a hug."

"AAAAAAAAHHHHHHH!!!!!" Suddenly the formerly green pegasus was lifted in the air by Starscream. "Put me down! I'm warning you; oversized toaster oven!!!!"

"Fellows," Wind Whistler interjected. "Perhaps we should quell the matter at hand?"

"Which one?" Bouncy asked. "There are so many."

The pegasus pondered for a moment. "Barbie."

"You called my name, lowly creature?" Barbie asked from above.

Wind Whistler stepped forward. "Yes. Do you know how we came to be here?"

She laughed again.

Bouncy was getting a headache.

"I brought you here." Barbie smirked.

"Send us home!" Heart Throb pleaded between frantic sobs.

Barbie appeared to take her request into consideration. "No." She said finally.

"And why not?" Starlite demanded.

"I am going to be the supreme toy of the world." She placed her hands on her hips. "And you toys are so going to be tossed into a dead void. Out of sight, out of mind." She turned to the man lounging on a fur rug. "Right honey?" 

Ken nodded. "You're the empress of the modern world."

She gave another screechy laugh. Bouncy was wishing for a crossbow right then.

"Toy?" Wish Bear wondered and looked to Tenderheart who could only respond with a shrug. "What's she talking about?"

Medley gave Starscream a kick in the chestplate.

And then all hell broke loose, yet again.


	9. Chapter 8

_Chapter Eight_

Barbie raised her arms to the ceiling of the room. Magical winds began to rise and toss the hair of all living creatures present. "I summon forth my minions of chaos!" she uttered to the winds.

Rainbow Brite found the star sprinkle she had been searching for and was about to shout her success to the little ponies when the roof of the room was no longer there.

It had disappeared in a swirling mass of blackness. In the seconds that followed Barbie released yet another curdling laugh, Heart Throb screamed and things began dropping from the sky.

Rainbow had no idea of most of what happened previous to the events unfolding before her. First she was enjoying a good book, then Starlite shouted for help after discovering a group of beings in Rainbowland that obviously hadn't belonged there, and now she found herself a pint-sized little girl even smaller than a pillow. And this woman named Barbie called them all "toys". Poor Rainbow had no idea what she was talking about, but she wasn't going to let her keep manipulating the universe.

Unfortunately the items dropping from the black hole yielded something far more unsavory than what Barbie might do.

Before her stood a young girl, long straight blonde hair nearly touching the carpet and she was wearing a pink and bright green jumpsuit with matching sneakers. Something was far too unsettling about the way she smiled at Rainbow after she had softly landed before her.

"Hi." She spoke at last in a sugary sweet voice.

Rainbow blinked and said "Hello. Who are you?"

"Me?" She asked innocently. "Why I'm Rainbow Brite."

Rainbow stared at her in disbelief and couldn't help but ask, "What?"

She giggled. "I'm Rainbow Brite silly."

"You can't possibly be...."

Raibow Brite wasn't the only one having identity problems. A trio of slim ponies had sauntered up to the three pegasi nearby. One wore glittering butterfly wings, another was a unicorn with a shimmering silver horn and the third was a simple green. All had glinting jewels placed in their eyes and were adorned with symbols on their flanks.

Wind Whistler was intrigued.

Heart Throb continued to scream.

Medley nearly fainted.

Shady whimpered.

Bouncy realized who else was there and turned to the frightened brightly colored earther. "Shady? How in the Rainbow did you get HERE?"

And all the while more creatures continued to slowly fall like feathers from the ceiling while Barbie drank down more witchweed potion.

"I don't know," Shady sobbed. "Posey t-told me to go with the search party and all of a sudden I was here. I must have done something wrong when I was looking for you guys." The pink earthling hung her head, then brightened. "But I did find you, didn't I? That was good, right?" She looked around hopefully, but the others were silent as a magical wind whipped around them.

"W-wind Whistler? Heart Throb?" Why were her fellow ponies so . . . still? Wind Whistler and Bouncy were both balancing oddly on the tips of their toes, staring straight ahead. Heart Throb was posing with her head tilted to the side, delicately bending one leg. 

"What's going on??" Shady wailed.

"Can't . . . move," Wind Whistler managed to say out of one corner of her mouth. Shady gaped. She knew things were out of hand when Wind Whistler used short words.

The ponies weren't the only ones in distress. Soundwave looked down and discovered his knee joints were . . . well, gone. Any articulation that wasn't necessary for his transformation just didn't exist anymore and the ponies--in fact, the world in general--suddenly seemed distressingly large. As for Megatron and Starscream . . . well, it would be interesting to see if they could still hug without elbows. Not that they seemed to mind.

"Remember that time when you tricked the Dinobots into defecting, Megatron? Such a brilliant strategy!"

"But if only I had listened to you when you said the energy they helped us collect was unstable, Starscream--"

Soundwave considered. The leader and second-in-command of the Decepticon army were insane and he was stuck. It looked like they would have to depend on . . . "Ravage!" Soundwave looked around for the panther as Barbie smirked and began bouncing shoes off his head. Soundwave gave her a look. She giggled.

"--and THEN I'll make send my armies of Skippers to loot your world! And THEN I'll make you build me a car that transforms into a pink dress--"

"WE'RE ALL GONNA DIE AND IT'S ALL MY FAULT!!" wailed the only unaffected pony.

"YOU can't be Rainbow Brite because I'M Rainbow Brite!" one of the blond girls was protesting to the other.

"Don't you think you'd be happier if you let yourself _ care_ about other people, Barbie?" Tenderheart coaxed. 

"Ravage!" Soundwave repeated, with just an edge of panic on his monotone voice. "Return!"

*No.* The internal transmission cut off as suddenly as it began.

"Assistance required!"

*I'm not coming out until this humiliating color wears off.*

This time Soundwave caught a growl of disgust and spotted a pink paw behind a tangle of computer cables on the desk far above.

"Ravage! Operation: Come Down at Once!"

*No. I'm a deadly spy and I will NOT be seen like this.* The paw withdrew.

"No dessert," Soundwave said ominously.

Silence.

Well, it would've been silence if not for the cackles of Barbie, the weeping of Shady, and the shouts coming from the two Rainbow Brites. The Care Bears were unsuccessfully trying to aim their "Care Bear stare" at Barbie. The furry yellow Popple had scrunched into a ball when the ruckus started and hadn't moved since. Soundwave thought she had the right idea.

"Ravage! _ Help!"_

*Well . . .* Pause. *Okay. But only if you give me a vocal synthesizer. I'm sick of having to communicate like this.*

"Your chassis is not built for--"

*Rumble and Frenzy can talk!* Soundwave hadn't known that internal communications could achieve such a high-pitched whine. *All I can say is "Mrowr!" and "Grrr!" Who do I look like, Scooby-Doo?*

"Who's that robot talking to?" Barbie demanded suddenly, staring at Soundwave.

"I don't know, sweetums," Ken replied, hiding a yawn. "Maybe he's broken. Try hitting him with wrench a few times; it works on TV."

"Vocal synthesizer . . . agreed," Soundwave said hastily as Barbie began kicking cluttered piles of clothing and accessories aside in search of a pink wrench.

Ravage crept towards Soundwave, as shadowy and mysterious as a pink robot can be. Despite being thinner than usual and unable to turn his head, he still had all of his leg joints. *I'm warning you, one joke about "the pink panther" and I'm gone.*

"Ravage--" Soundwave glanced to the side and saw that the chartreuse-haired pony was weeping because she'd accidently knocked over one of her friends. "Take the pony, the bears, and the girl. Get help."

*Ugh. Flesh creatures.* Ravage shook a paw daintily. *And how am I supposed to get them to follow me? _ They_ can't hear me.*

Good point, Soundwave thought. "Pony!" 

The bright pink earthling looked up in surprise, scrubbing her tears away with one hoof. "M-m-me?"

*Rhat's right, Rhaggy!* Ravage rolled his optics.

"Yes. Follow the cat. Go through the vortex."

"B-b-but . . ." Shady's eyes widened as she stared at the swirling energy above them. Strange creatures were still dropping from it.

Soundwave's optics returned to Barbie as she pulled out the Pretty Pink Powertools accessory set, crowing gleefully. _ "Hurry!"_

Shady nodded uncertainly. "Come on!" she cried to the blue-outfitted Rainbow Brite. The girl jerked herself away from her argument and leaped onto Starlite, who seemed strangely plush at moment--but still mobile. "Come on . . . work!" Rainbow muttered, pressing the star on her belt. A rainbow appeared, wavering and weak, and Ravage jumped onto it, followed by Shady, Starlite and Rainbow, Wish Bear, Tenderheart, and (unexpectedly) the popple.

"What are they doing? Stop them!" Barbie whacked Ken across the head with her hand, which was unfortunately holding a pink hammer at that moment.

*Everybody out of the pool!* No one except Soundwave heard the remark, but the mismatched group leaped into the crackling vortex anyway. The panther paused a minute, looking back as he stood on the fading rainbow. *Watch yourself, Soundwave. We'll be back.*


	10. Chapter 9

_Chapter Nine_

Energy snapped around them for an instant and then they were . . . well, it was hard to say. A misty place. Ravage tried to ignore his sensors, which were screaming that the fog-covered floor wasn't really there.

At least they were all back to normal again. Ravage turned his head from side to side to work out a crick, then paused to examine the pink pony, rainbow-haired horse, tiny human, and weird yellow marsupial beside him. Well, normal was a relative term, after all.

"What _ was_ that place?" Rainbow Brite said.

"What is _ this_ place?" Shady wondered.

"We just came out of this energy thing," Potato Chip piped up, "so maybe we should go through one of _ those_ energy things." Everyone stared in the direction she was pointing; dozens of energy pools crackled around them in all colors: red, purple, blue, pink, white . . . even black.

"Which one should we go through?" Wish Bear asked. "I _ wish_ there were some indication."

Everyone waited. Nothing happened.

"Well, it was worth a try," the green bear shrugged.

"Mrowr!" Ravage put in.

The smaller sized group stared at the many colored whirling portals, seemingly hovering in empty space before them.

Potato Chip popped out of her ball like form and stepped toward a green one. She sniffed it apprehensively and reached out with a paw.

"No!" Rainbow Brite shouted. "You don't know what it could do."

"Couldn't do anything worse," Shady muttered. "I KNEW I shouldn't have gone with the search party."

Tenderheart Bear stood posed in thought. He stared directly at a violet swirling portal with a paw on his chin and his brows furrowed. "I wish I knew what was going on around here," Wish Bear chattered to her brethren. "It seems as though Barbie just doesn't care about us or anyone else in that room." Tenderheart nodded. 

"What we need to do is find away to get the rest of the Care Bears and Cousins to her, without anyone getting hurt." He said in response. "We need to get back to Care-A-Lot. All of us together should be able to defeat her."

"There's a problem with that," The magnificent horse known as Starlite told them. "You are here, we don't know where here is and we don't know how to get away from here."

Test a portal, Ravage thought. Beings without processors really were as dumb as rocks.

Potato Chip reached into the portal and immediately drew it back as she felt something wet. Her furry fingers were covered with some species of moist slime. The popple wailed, "Oh, my digits!!!!" Then she began to flail her arm, shaking the matter from her hand.

"Eeeeewww..." Shady and Rainbow said in unison.

Unnoticed was a large green paw that reached out of a glowing round gate behind them, with the face and head of a large cat following.


	11. Chapter 10

_Chapter Ten_

It was, Ravage decided, quite hard to convey the message "Will you lot of flesh sacks just be quiet and stay still so I can think of a plan?" when all that came out was "MEW MEW MEEEEEEEEEEEEEW MEW ROOOOAAAR!"

_ I must get a voice synthesizer,_ he thought fiercely, _ even if I have to rip it out of the chest of Rumble . . . it's not like he uses it to say anything clever, anyway! Though I must remember not steal Starscream's voice synthesizer; that has an irritability factor high enough to shred titanium._

With a garbled sigh, the panther took a long, accessing study at his "troops." However, the possibility of ever returning to his reality where there were voice synthesizers TO steal, was looking rather slim.

At the moment, the human known as "Rainbow Brite" seemd to be arguing with the smaller equine, "Shady," in loud voices regarding whether dark pink went with fuschia hair.

The two bears known as "Tenderheart" and "Wish Bear" were hugging and telling each other that they were "special," in what seemed like a bizarre ritual to further boost their already strange powers.

Ravage edged a little further away. He had already seen the destructive effect "Care Bear stare" ... his audio servos were still ringing with the version of "Kumbaya" that Megatron and Starscream decided to regale the group with. 

And to his far right, the yellow popple was edging closer and closer to another portal, ears bobbing in excitement. "I smell FOOD there! Strawberries! And Shortcake!" she declared. Luckily, Starlite grabbed her tail before she could jump through it.

"Dawon't doo thwat!" the horse muttered through the mouthful of fur. "Oo oant knoo where dat goo!"

"For once, I agree with the poly chromatic equine: STAY PUT, you sorry excuse for a carbon based life form!" Ravage ordered, rather ineffectively. The two just looked at him and shrugged.

"But there's FOOD there! Strawberries! I smell it!" the popple insisted, tugging at her tail.

"Stay!" Starlite repeated.

When it looked like the popple might actually FREE herself from the stallion, Ravage sprinted over, baring his teeth at her. He could NOT let them all separate, not with such scattered plans!

With a shriek, the creature promptly rolled up into a ball again, all thoughts of strawberries forgotten.

Finally free to let go of the popple's tail, Starlite turned to the panther. 

"STOP THAT!" he declared, stamping a hoof. "BAD KITTY! Don't SCARE her! BAAAAAD KITTY!"

"You're one to talk, you multi-colored excuse for a walking glue factory." Ravage grumbled. "If I didn't need you for cannon fodder, I'd gladly turn you into rainbow Jello myself."

Though,as he eyed the small, plump ball that was Potato Chip -- of all the misfits, he had to admit that he felt a strange affinity with the yellow puffbag. She COULD transform in some manner, even if it was into a useless flesh sack. And that sleek tail with a powder puff tip... a sudden yearning welled up within him, a secret desire to have a puffy ...

With difficulty, Ravange forced his thoughts back at the matter at hand. The two bipedal bears seemed to have some sort of an army at their disposal; Ravage, however, wasn't sure he could trust them. They were an unknown factor. Backup, however, would truly be appreciated.

"LOOK, all of you, we can't just blindly go into the first portal we see: we need to have a plan of attack, we must bring back help to ..." Ravage's eyes bulged as the human girl, distracted by his ineffective mewing, came over and patted him on the head. 

"There, there kitty, it'll be all right! We'll find our way home," she comforted. Ravage, too stunned to even think about biting her hand off, just clanked into a miserable heap on the grey misty floor. Some days, he wished he had never been manufactured.

"Maybe I can help?" a new voice came through, making the Decepticon blink in surprise and check his optical sensors for a malfunction. A . . . tiger . . . was emerging through the mist towards them. Ravage blinked, suddenly noticing the abrupt silence from the rest of the group. He couldn't blame them. The picture of feline perfection stood before him! Oh, to have the gracefullness of the joints, the traction of those paws ... the ... green and yellow stripes?!

Then he remembered his current bright pink coloring. Beggars couldn't be choosers, after all.

"You can understand me?!" he asked. 

"Yup," The tiger said cheerfully. "Do the rest of you understand me?"

Shocked by the appearance of the tiger, the others could only nod numbly. Potato Chip, still in her balled state, merely trembled in reply. 

"Good! My fellow feline here has a point; you all seem to need help, and you won't find it by just blindly going from portal to portal. Maybe my master, Adam, can help." 

Ravage noticed yet another human emerging through the mist. A human wearing a white and ... pinkish purple suit. 

"We've been sensing some type of disturbance throughout all of Eternia." the man said, crossing his arms in a rather ... manly way. His voice held a tone that indicated that he was accustomed to being obeyed. "I have a feeling that you all might be a part of that. And I also had a feeling that you will need MY help!"

_ Now THAT'S the kind of Voice Synthesizer I want to steal!_ Ravage thought. _ I'd be leading the Decepticons in NO time, with THAT voice!_

"Yes. Well. It's my fault, really," the pink pony stepped up. "I mean, in Ponyland, it's where it all began, so it MUST be my fault. Everything in Ponyland is MY fault!"

"Somehow, I doubt that it IS your fault. I sense another force at work! IT IS SKELETOR!" the man declared, fiercely gesturing! "By the POWERS OF GREYSKULL . . ."

"Err, Adam ... ixnay on the ranformingtay . . . we have watchers!" the tiger insisted.

Ravage felt his audio sensors perk up, and he quelled the urge to transform into audio tape mode. Humans? Transforming?! He HAD to report this back to Soundwave and the others. If Humans could transform that meant that the balance of power could be shifting . . .

"Oh. Right." the man looked vaguely disappointed. "I forgot."

Ravage snorted. Then again . . .

"And it's not this Skeletor person," said Rainbow Brite. "It's this Barbie lady. She's intent on taking over ALL our worlds."

"This Barbie," the man mused, "are you SURE she's not a skeleton faced man in disguise?"

"Errr ...yes, I'm quite sure."

"Maybe it's Evil-lyn?" The man mused. "Lady dressed in black, with a bad attitude?"

"Err. I don't know who that is, but Barbie dresses in pink. You got the attitude right, though."

"Well, no matter! ALL LADIES WILL FALL UNDER THE MANLY MALE POWER OF HE--"

The tiger again interrupted his master. "Adam! Ix-nay on the e-manhay! Secret identities, remember?!" 

"Oh. Right!"

Ravage decided that this had gone on way to long. "Returning to the matter at hand, would you mind translating for me?" he looked at the tiger, who nodded amiably.

"Heck, translating for YOU is a heck of a lot more fun that listening to HIM," he muttered under his breath. "Always talking about his manly muscles. Hah! Do you KNOW how much he weighs and who has to carry him around?!"

"Ahem! The two bears can rally an army, and we might be able to use it to defeat the evil Barbie. I need you to tell the yellow puffball over there that we need her help. She needs to sniff those bears then sniff out the right portal. Unlike MY clogged sensors, her sense of smell seems to be in perfect working condition; I'm SURE we can find the correct portal that way."

The tiger translated for him, though he had to reassure the popple more than a few times that he was not about to make her an appetizer. With a timid smile, the popple went over to the two Care Bears, taking a careful sniff.

"Got it!" she declared as she turned her nose to the air. "it's the bluey-purply-green one, over there!"

"Thank you," Tenderheart said, as he made his way over to the portal. "We'll be back with the others in a flash!"

"Can you find the portal to ALL our homes?!" Rainbow Brite asked.

The popple paused. "Sure, I think so. Though I really really REALLY want to visit the strawberry smelling one. Mmm."

"Then we all must go and gather our respective forces and bring them here." Ravage ordered.

"Then the power of caring will save the day!" declared Tenderheart.

"NO, The Power of Rainbows and Light!" argued Rainbow Bright. 

"The power of my manly man-ness!" asserted Adam.

"Umm, pony power?" suggested Shady. "though I know I'll just RUIN that!"

"WHATEVER!" Ravage snarled. "As long as we get our acts together and HELP." 

After a few more moments of bickering, the group reluctantly lurched off to find the correct portals.

With a backwards glance, Ravage felt an excited hum begin deep in his servos.

They were about to gather the greatest army ever known to defeat the greatest evil ever known . . .

. . . and afterwards . . . when all the others' defenses would be down . . . 

. . . ALL the worlds would be RIPE for Decepticon conquest ... 

  
_To be continued . . . _


End file.
